Welcome to our dedicated page for Cytodyn SEC filings (Ticker: CYDY), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
CytoDyn Inc. filings document a clinical-stage oncology company advancing leronlimab, its CCR5-targeted monoclonal antibody. The filing record includes Regulation FD materials for corporate and clinical updates, registration statements tied to common stock and warrant securities, and risk disclosures related to clinical development, regulatory approval, financing needs, and commercialization.
Material-event reports cover private placements of common stock and warrants, standby equity purchase arrangements, secured convertible promissory note amendments, and other capital-structure matters. Proxy and annual-meeting filings document director elections, auditor votes, authorized-share amendments, executive compensation, equity awards, and other governance matters for the Delaware issuer.
CytoDyn Inc. registers the resale of up to 278,076,375 shares of common stock. This prospectus covers 184,135,636 shares of common stock and 93,940,739 shares underlying outstanding warrants that may be sold from time to time by the named selling stockholders. The company is not offering any shares for its own account and will receive no proceeds from resale transactions, although it would receive cash proceeds if any of the registered warrants are exercised.
Shares outstanding were 1,369,733,680 as of May 15, 2026. The prospectus discloses that the company had approximately $11.6 million of unrestricted cash as of May 15, 2026 and that the selling stockholders control timing and amounts of any sales.
CytoDyn Inc. is holding an investor call and has furnished presentation slides outlining a corporate and clinical update focused on its CCR5-targeting drug candidate, leronlimab, in oncology. The materials highlight the Phase 2 CLOVER trial in third-line metastatic colorectal cancer, where all 91 screened patients tested CCR5-positive and leronlimab has been well tolerated with no Grade 3 or 4 adverse events or serious adverse events attributed to the drug.
Early CLOVER data from City of Hope show 100% of the first 19 patients had circulating tumor DNA declines, with a median 70% reduction by week 2, and 15 of 22 patients with week‑8 RECIST data showed tumor shrinkage or stable disease. Retrospective triple‑negative breast cancer data suggest reductions in circulating tumor cells and PD‑L1 upregulation in many patients, including a small group who received immune checkpoint inhibitors and remain alive after more than five years. The presentation also outlines a clinical roadmap through 2027 and notes a planned $17.5 million financing to support continued leronlimab development and an expanded access program.
CytoDyn Inc. is registering 278,076,375 shares of common stock for resale by existing selling stockholders, including 184,135,636 outstanding shares and 93,940,739 shares issuable upon exercise of warrants. CytoDyn will not receive proceeds from these resales but may receive up to approximately $23.9 million if the covered warrants are exercised for cash.
The company is a clinical-stage biotech focused on developing its CCR5-targeting antibody leronlimab, particularly in solid-tumor oncology such as microsatellite stable colorectal cancer and metastatic triple‑negative breast cancer. CytoDyn’s financial position is strained: as of April 15, 2026 it held about $13.4 million in unrestricted cash against roughly $29.3 million of accounts payable and accrued liabilities as of February 28, 2026, and its auditors issued a going concern opinion for the year ended May 31, 2025.
The filing highlights reliance on additional financing, dilution risk from extensive prior and potential future equity issuances, legal exposures including a proposed settlement of a federal securities class action for $500,000 in cash and 49 million shares, and typical biotech risks around clinical trials, regulatory approvals, dependence on third parties, and protection of intellectual property.
CytoDyn Inc. updates its prospectus supplement to register up to 375,999,668 shares of common stock, reflecting resale of 181,324,099 shares and 194,675,569 shares underlying warrants. This supplement incorporates CytoDyn’s Form 10-Q for the quarter ended February 28, 2026.
The company reported $15.7M in cash and cash equivalents and an accumulated deficit of $920.6M as of February 28, 2026, and the consolidated financials disclose substantial doubt about the company’s ability to continue as a going concern. The 10-Q records a legal settlement accrual revalued to $12.7M and an agreement in principle providing for $500,000 cash plus 49 million shares as a prospective class-action settlement, subject to documentation and court approval.
CytoDyn Inc. updates a prospectus supplement registering up to 375,999,668 shares of common stock for resale by selling stockholders. The supplement states this total comprises 181,324,099 shares offered directly and 194,675,569 shares underlying warrants.
The supplement incorporates a Form 8-K dated March 24, 2026, disclosing that the company extended two secured convertible promissory notes originally issued in 2021 by 36 months. As consideration, CytoDyn agreed to make monthly payments totalling $1,000,000 in shares (priced at the lower of the prior trading day close or a five-day average) through the new maturities in April 2029, and reduced the annual interest rate on each note to 5%.
CytoDyn Inc. director Tanya Durkee Urbach received a grant of non-qualified stock options covering 574,385 shares of common stock at an exercise price of $0.2800 per share. The grant was approved by the Compensation Committee on March 20, 2026, as her annual fiscal 2026 award under CytoDyn's 2012 Equity Incentive Plan.
The options vest in 12 approximately equal monthly installments from April 2026 through March 2027, contingent on continued service. Following this grant, Urbach holds stock options for 574,385 underlying shares directly.
CytoDyn Inc. director Stephen M. Simes received a grant of 574,385 non-qualified stock options to buy common stock at $0.28 per share. The award was approved on March 20, 2026 as his regular annual grant under CytoDyn’s 2012 Equity Incentive Plan.
The options expire on March 20, 2036 and vest in 12 approximately equal monthly installments from April 2026 through March 2027, contingent on his continued service. Following this grant, Simes holds 574,385 derivative securities representing the right to acquire the same number of common shares.
CytoDyn Inc. director Lishomwa C. Ndhlovu received a non-qualified stock option grant covering 574,385 shares of common stock at an exercise price of $0.28 per share. The option expires on March 20, 2036 and was approved as the annual grant for fiscal year 2026 under CytoDyn's 2012 Equity Incentive Plan.
The award vests in 12 approximately equal monthly installments for continuous service from April 2026 through March 2027. After this grant, Ndhlovu holds stock options for 574,385 shares directly.
CytoDyn Inc. reported that Chief Executive Officer Jacob P. Lalezari received a grant of non-qualified stock options for 4,874,691.0000 shares of common stock at an exercise price of $0.2800 per share as his annual fiscal 2026 award under the 2012 Equity Incentive Plan.
According to the vesting schedule, 1,218,672 underlying shares will vest on March 20, 2027, with the remaining options vesting in approximately equal monthly installments from April 2027 through March 2030, subject to continuous service. This is a compensation-related, non-market transaction.